The Princess and the Pauper
by captainswanandco
Summary: Lieutenant Duckling AU where Killian & Emma have been friends since she was born. He is the son of the cook at the Charming's summer palace and she has grown up in the EF... My first attempt at AU & multi-chapter fanfic. Rated M for future chapters. Please review :) Inspired by Scheherezade06's 'Two Princes' & 'Save The Last Dance' by J-J-Sawyer-Philips so go read their stories!


"Killian Jones...I am...going to kill...YOU." Emma barely got the sentence out, yelping the last word out as the young man tickled her once more.

"Oh please," he drawled, drawing her closer to him as she continued to struggle against him, "you would be inconsolable if I was hanged. Who would bring you your dinner from the kitchen? Who would give you an excuse to leave your palace? Or remember that the princess likes cinnamon in her cocoa?"

Each question was accompanied by him rubbing his nose against her face. She could feel the beginnings of a beard when his jaw brushed up against her and she had to stop herself from melting into him. Emma wasn't sure if she was only seeing what she wanted to, as her own feelings towards Killian had recently been anything but chaste, but she couldn't help but appreciate just how much he lacked what her mother would refer to as 'a proper sense of boundaries'. It was so refreshing after having to be at court where even a sidewards glance could get a man in trouble. It didn't hurt that Killian, with his piercing blue eyes, brilliant white smile and long, lean frame would easily beat any of the young princes who had been visiting in a competition of looks or brains.

"I can guarantee you that having me killed is a decision you would regret," he said, tucking a loose strand of her behind her ear, abruptly snapping her out of her little fantasies.

_Really, that's all they are_, she thought, pushing images of Killian's lips upon her own out of her head. She sighed heavily, pushing Killian away from her and stomped down the pathway.

"You drag me all the way out here and then ambush me? That's hardly fair, Killy."

Emma turned back to him and stuck her tongue out. His face formed a perfect pout and she sighed before beckoning him to her, his puckered expression spreading into a grin as he raced up the trail to meet her.

"Must you call me that?" he whined, slinging his arm around the young princess. She had just turned sixteen, her birthday ball taking place not even a week before arriving at the summer palace.

Killian would have given anything to have been there, to see Emma in a beautiful gown, squirming as everyone stared at her and giving any potential suitors hell. He had no doubts that Emma had loathed every second of the ball held in her honor. The young woman took no pleasure in having attention lavished upon her, especially when she was draped in silks and jewels. She had brought a drawing that one of her suitors had done of her on that night, and he couldn't even begin to imagine what the real thing had looked like in the flesh. Even though she was new to womanhood Emma still managed to steal the breath away from anyone who happened to glance upon her.

He had first noticed that waterfall of golden curls when he was her age. She had fallen on the ground during one of the swordsmanship lessons and petulantly refused to get up off of the ground. Staring down at her in the field he couldn't help but join her, taking the strands between his fingers, humming as she silently fumed. He could only imagine the shock of those courting her, her fair beauty was the perfect disguise for the wild nature she hid so well from everyone other than her parents and himself.

He had known her nature too long for it to be of any surprise or significance when she grew impatient or made a remark that could be misconstrued as less than charming. Though that hardly seemed to stop men from trying to earn her favor. It seemed to be a moot point though, as none of the suitors she had ever lasted longer than a season, always managing to rid herself of the unwanted attention in due time. But now that she was of age it pained Killian to think of the many proposals that were in her future. No man would ever deserve Emma, not even- no, he banished the thoughts from his head. Emma had men coming from every corner of the realm to ask for her hand in marriage, offering jewels and land. He was a son of a palace worker, he had as much chance with the princess as Grumpy. But it was moments like these that his mind would wander, thoughts of Emma, just Emma, his Emma playing out in his mind's eye.

There were many nights he had snuck past the guards of the palace into her chambers to find her in her dressing gown, taking a brush to her golden hair, and had assisted her in moving the sheets and pillows from her grand bed to the balcony so they could lay out and see the stars, plotting future journeys before she snuggled against him as sleep overtook her. She was beautiful in the moments before she fell into sleep, soft and gentle, everything her pride would not allow herself to be in the day. It was hardly fair that she could be both fierce and gentle with so much ease, so certain of who she was and what she stood for. He smiled down at her and drew her in closer. If only he could keep her here longer, tucked in against him, hidden away from her real life for more than the three months summer allowed them to have together. But they would never be, especially with his upcoming departure from the Enchanted Forest.

"What? Your mum's the only one allowed to call you that, Killy?" Emma smirked at Killian and nudged him with her hip before settling against him and snuggling into his one armed embrace.

"Yes, unless you would like me to refer to you as Her Royal Highness Princess Emma."

He beamed at her, knowing that the one thing Emma hated was to be reminded of her title. It made him uncomfortable as well if he was being honest with himself. Because despite their shared home and tutors and skills, Emma was in a class far above his. Birth alone had determined their fates and that title would always serve as a reminder of their futures and past. Everything that separated him from Emma was in that title. She was the princess, would one day become the queen. And he, well, he was to join the Navy.

He had asked the King for a letter of recommendation the day that the Charmings had arrived at their summer palace. His mother had insisted that he find his own calling, stating that her son was already a man and had too much potential to be slaving away in a kitchen for the rest of his life. The only thing Killian knew was that he wanted to travel, explore the lands that had been on the maps he and Emma drew since childhood, navigate the seas that looked so vast. So, knowing that he had been studying with his daughter since they were young, the previous summer Killian had asked the King for a letter of recommendation. In his typical fashion the King had done much better by Killian, notifying him upon their return to the palace that he had procured him a position on the Jewel of the Realm as a cartographer of unexplored realms and that he would be setting sail in less than a month's time if the arrangement suited him. He was superbly nervous but the opportunity was too incredible to turn down and he had nothing to tie him to his small salary as kitchen boy other than his less than hidden affection for a certain princess.

There had been many times over the years that Killian had wanted to confess to Emma, to tell her how much he missed her in the months she spent at court, how he was waiting with baited breath for the day she would return, running down the path to his quarters before the carriage had even come to a halt. But he wouldn't- couldn't even tell her of his new position let alone confess the feelings he had been hiding. He was leaving so soon, on a dangerous, secret mission. One that would procure the single thing that would kill the Evil Queen and ensure Emma's safety. Even if the impossible were true, that the princess was as enamored with her servant as he was with her, he would not make her wait like he had for his father. Down at the docks, every day, heart skipping at the glance of every sail approaching from the distance. Because he knew the heartbreak of knowing that some men would never return. Knew that the dull ache of love, mixed with a gnawing, desperate hope would plague her heart if he did not return. His devotion to her did not allow room for her pain.

"I think we can forgo both names," she replied as they continued their walk up the trail to the village, still in an embrace and maintaining a comfortable silence, the presence of the other silencing each other's racing minds. The pair had always been close, ever since Emma was brought, only a few weeks old, to the summer palace in an effort to avoid the Evil Queen. Even as a babe she was a trouble maker, giving everyone a scare as she managed to find her way into the kitchen and play with the three year old son of the palace cook. Every summer since the two had not left each other's sides, playing and attending lessons together. It was through Killian that Emma learnt how to fish, hunt, ride horses, swim, sword fight and all manner of activities that would have been appalling for the royal court to see her take part in. In turn, Killian attended every lesson in language, foreign policy, etiquette and geography that Emma was required to have, excelling in the latter. Although they were incredibly competitive, both Emma and Killian only fostered the best in each other and the situation pleased the Charmings a great deal. Snow and David loved seeing their daughter so enthusiastic about her studies and learning practical skills as well, encouraging the friendship by allowing her to do almost anything so long as Killian was by her side. Excitingly for Emma, this included going into town to help Killian with his errands and to better understand the citizens of the Enchanted Forest.

Emma's dress was getting dirty, the frock she had borrowed from a maid, Cynthia, had mud caked along the hem as she was walking quickly to keep up with Killian's long stride. She ended up splashing through several puddles before, smiling down at her, he picked her up and carried her over them. She felt the air rush out of her lungs as he held her up, twirling a bit after they had cleared the puddle and unable to stop himself from laying a kiss on the top of her head.

Emma felt her cheeks turn crimson, and she suddenly couldn't hold her tongue.

"I think I fancy you," she stated plainly, immediately regretting the words as soon as they left her lips, racing to backtrack, "I mean, I know I don't. You're like a brother to me. I think I'm just confused. I'm- I'm sorry, I'll shut up now." Emma laughed, a hallow sound, as she stepped out from under Killian's embrace and wrapped her arms around herself, thinking she may die of embarrassment. This wasn't how she intended to address her feelings. Yet, the confession had slipped past her tongue before she could even think about what the repercussions would be. Killian's presence had been too much and now she felt just as overwhelmed waiting for his reply.

"Emma, in all honesty, do you care for me? Or is this a passing crush?"

He gave her a sad half smile, and Emma was grateful for the out that he was providing her with. Killian was always the gentleman, even though it hurt to see the shock on his face. Clearly, the feelings were not mutual. She should have known better, Killian was the most sought after young man in the entire village, he had had girls throwing themselves upon him since he turned eighteen.

"It's just a crush. You know me. I'm a fickle creature, I've been told."

The lie got caught in her throat a bit, and she could only give a pained grimace to accompany it. _Emma, you stupid, stupid girl! Why did you have to open your big, fat mouth?! You could have gotten away with admiring him from afar, he wouldn't have known and you could still be friends. It's not like these feelings are anything new... now he's going to tease you mercilessly and you'll have to pretend not to care,_ she wanted to throw up her hand in frustration but instead resolved to try to make light of the situation.

"Anyway, I'm sure you'll be auctioned off to the highest bidder soon enough. I'm surprised your mother has managed to keep you from being betrothed for this long. All of the girls here must be dying to become your wife."

"Emma... I-"

She raised her hands to cut him off, pushing him away as he leaned in to comfort her. It was bad enough that he appeared to think of her only as a friend. She really should have expected as much. But, damn her, it still hurt. Already there was an aching in her heart, overwhelming her.

"Let's just... forget about it, ok? I don't... just forget it, Killian."

"Emma, you know I care for you, I always have, I always will," Emma could feel the tears falling, Killian making his way lightly past her defenses and brushing her tears away as they came up, "But I understand. We wouldn't work. You're a princess and I'm just..Killian."

"You know I don't see you like that."

"Emma… I wish…"

Killian's hand trailed down her cheek, a pained half-smile all he could muster as his palm braced against the back of her neck, pulling her into him as he placed another light kiss on her forehead. He wanted to do so much more and cursed himself at the action as he saw her flinch away.

"Killian, don't apologize. You shouldn't feel obliged to feel the same way. It won't change anything between us."

She was blinking back tears and it was breaking his heart. He never wanted Emma to know pain. To feel heartbreak. But at her own admission, it was a fickle crush, here one day, gone the next. That knowledge was enough to wound him, but not to bring his own confession. He would be leaving in less than a month and if anything were to happen to him, he would hate her to feel heartbreak. Or worse, to return and discover her feelings had changed… No, denying himself of her would be far easier.

"No, it's not that. Emma, I wish I could change things between us. I really, truly do. But right now I can't promise you anything. I don't know what my life will hold in the future but it will never be good enough for you, Ems. I'll never deserve someone like you."

"Killian, how can you say that?! You're my best friend-"

"Emma. Please. Don't press this."

"There's something you're not telling me." As her hand went to his face, Killian held back a few tears that managed to work their way to the surface. She knew him so well, too well. And now with the certainty Emma returned his affections, he was being torn, tugged in opposite directions as the battle of heart and head raged on. Every muscle in his body screamed that he should take her in his arms, kiss her until she saw stars but his heart was breaking. This changed nothing. She was still his Emma, but how easily that could change with his departure.

"Emma, love, don't. If you love me, give me this. Please."

Swallowing her pride had never been more painful. Perhaps she was right, that he was hiding something from her. Yet he easily could just be sparing her the denial of his affections. Killian was always so distant in matters of the heart, keeping his affairs to himself. She was foolish to have assumed he would feel the same way as she did.

"As you wish."

He barked out a bitter laugh at her use of his standard reply to the princess. He felt his heart ache to comfort her. It wasn't fair, to keep this information to himself, to hide his departure or his feelings for Emma. But as much as it was just another manner in which he would protect her, always, his own walls were coming up. This was as much about him protecting his own heart as it was hers.

"Hey, that's my line, love."

"Somehow I doubt that you'll begrudge me its use."

And so, it was over. The walls were intact on either side, returning to the way things had been minutes earlier, denying themselves both pleasure and pain. A few smiles, which in truth were more like grimaces, and they fell into similar strides, continuing their walk to town.

"I'll race you." Emma blurted the proposition out, the strain of silence weighing upon her enough to break her defenses, winked at him before racing down the dirt path desperate to put distance between them before tears spilt over.

"Damn you!" Killian shouted back, but did not continue at the same pace, pausing to run his fingers through his hair before following her, at a distance.

…

Making her way up the street, Emma couldn't shake the feeling that someone was watching her. She and Killian had split up, their conversation from earlier still fresh in their minds, agreeing to meet up at their usual tavern by the docks once they had run their respective errands. He needed to pick things up for the kitchen and she was at the seamstress, getting a plain dress made from more reasonable material. When they had initially separated, she had hid in the nearest side street and let out the cries she had been holding back. Emma was not one for tears, but she could not help shedding tears over Killian's rejection. Thankfully, they had passed but the aching in her heart had yet to cease. But she would carry on; she did not have any other choice.

Sighing, waiting for the seamstress to finish her handiwork, she wandered over the to the spinning wheel in the corner of the room. She was fingering some spools of thread, placed in a basket by the wheel when she heard a light chuckling behind her. She gasped, dropping the thread and turning abruptly, unaware that anyone had been in the room. Emma was shocked to see a boy who appeared to be about her age, certainly no older than Killian, smiling at her broadly and extending his hand.

"Hi, I'm Bae."


End file.
